The opinion of the court was delivered by: Terrence F. McVerry United States District Court Judge
MEMORANDUM OPINION AND ORDER
Presently before the Court are the following:
* MOTION TO DISMISS FOR FAILURE TO STATE A CLAIM UPON WHICH RELIEF CAN BE GRANTED, OR IN THE ALTERNATIVE, MOTION FOR SUMMARY JUDGMENT, OR, IN THE ALTERNATIVE, MOTION FOR A MORE DEFINITE STATEMENT, with brief in support, filed by Defendant Motivation Excellence, Inc. ("MEI");
* RESPONSE IN OPPOSITION and BRIEF IN SUPPORT OF RESPONSE TO DEFENDANT'S MOTION filed by Plaintiff, John A. Robinson ("Robinson");
* REPLY BRIEF filed by MEI;
* RESPONSE TO REPLY BRIEF filed by Plaintiff; and
* MOTION FOR ORDER OF COURT DIRECTING THE RETURN OF PROPERTY AND PRESERVATION FROM SPOILATION filed by MEI and the RESPONSE AND BRIEF IN OPPOSITION filed by Robinson.
The issues have been fully briefed and are ready for disposition. After careful review of the filings and the entire record, both Motions will be granted.
A motion to dismiss pursuant to Federal Rule of Civil Procedure 12(b)(6) challenges the legal sufficiency of the Complaint. "[A] plaintiff's obligation to provide the 'grounds' of his 'entitle[ment] to relief' requires more than labels and conclusions, and a formulaic recitation of the elements of a cause of action will not do." Bell Atlantic Corp. v. Twombly, --- U.S. ---, 127 S.Ct. 1955, 1965 (2007) (citing Papasan v. Allian, 478 U.S. 265, 286 (1986)). A plaintiff's complaint must go beyond mere legal conclusions and speculation to provide factual allegations sufficient to "nudge . . . their claims across the line from conceivable to plausible." Twombly, 127 S.Ct. at 1969.
To make certain that lower courts understood the scope of its holding, the Supreme Court in Twombly explicitly rejected its earlier decision in Conley v. Gibson, 355 U.S. 41, 47 (1957), which had held that "a complaint should not be dismissed for failure to state a claim unless it appears beyond a doubt that the plaintiff can prove no set of facts in support of his claim which would entitle him to relief." Twombly, 127 S.Ct. at 1969. Rather, the Court made clear that plaintiffs' complaints must go beyond mere legal conclusions and speculation to provide factual allegations sufficient to "nudge . . . their claims across the line from conceivable to plausible." Id.
In short, Twombly is a watershed decision in pleading practice. Under Twombly, plaintiffs may no longer merely recite the elements of a cause of action or rely on legal conclusions couched as factual allegations to survive a motion to dismiss. Id. Rather, a complaint must allege plausible facts sufficient to establish a right to relief. Id.
Generally, "to the extent that [a] court considers evidence beyond the complaint in deciding a 12(b)(6) motion, it is converted to a motion for summary judgment." Anjelino v. New York Times Co., 200 F.3d 73, 88 (3d Cir. 1999). However, in resolving a 12(b)(6) motion to dismiss, a court may look beyond the complaint to matters of public record, including court files and records, and documents referenced in the complaint or essential to a plaintiff's claim which are attached to a defendant's motion. Pension Benefit Guar. Corp. v. White Consol. Indus., 998 F.2d 1192, 1196 (3d Cir. 1993).
Attached to the motion to dismiss filed by MEI are relevant employment documents which are referenced but not attached to Plaintiff's Complaint, namely the executed Offer Letter and executed Confidentiality Agreement. Because these documents are essential to Plaintiff's claims, the Court has considered these documents without the necessity of converting the motion to dismiss into a motion for summary judgment. Pension Benefit Guar. Corp., 998 F.2d at 1196-97.
As the law requires, all disputed facts and inferences are resolved most favorable to Plaintiff. The following background is drawn from the Complaint and the factual allegations therein are accepted as true for the purpose of this opinion.
This lawsuit arises out of the termination of the employment relationship between defendant, MEI, and plaintiff, John A. Robinson ("Robinson"), a former Account Executive with MEI.
Prior to his employment with MEI, Robinson worked for Hinda Incentives, Inc. ("Hinda'), a competitor of MEI. While employed by Hinda, Robinson accepted employment with MEI. On April 25, 2007, Robinson signed an Offer Letter in which he accepted employment with MEI. The Offer Letter contained an express employment-at-will clause:
Your employment with MEI is at-will. This means either you or MEI may terminate your employment with MEI at any time without notice or cause. This letter confirms that no promises regarding your employment or its length have been made to you. You and MEI agree that any assurances, whether relating to the length of your employment or the terms and conditions of your employment, and whether written or oral, shall not change your employment-at-will relationship with MEI . . . . (Complaint at ¶¶21, 22; Offer Letter, ¶ 11.)
The Offer Letter also contained an integration clause which provided as follows: All discussions, correspondence, understandings, and agreements heretofore had or made between you and MEI, except any previous requirements that you not disclose or use information that is confidential, are superseding by and merged into this letter agreement and the Confidentiality Agreement, which, together fully and completely express the agreement between MEI and you relating to their subject matters, and the same are entered into with neither you nor MEI relying upon any statement or ...